OCS Group International has agreed the terms of a recommended cash acquisition of Mitie Group plc in a transaction that values the facilities management company at approximately £3.1 billion.
Announced on 21 July 2026, the deal would bring together two of the UK’s largest providers of facilities management and security services. The combined business would be headquartered in the UK and generate annual revenues of around £8.5 billion.
Under the terms of the offer, Mitie shareholders would receive 218.5p in cash for each share and would retain the proposed final dividend of up to 3.1p per share, giving a total potential value of 221.6p per share.
The offer represents a 44.7% premium to Mitie’s closing share price of 151p on 20 July. Including the proposed dividend, the total value equates to a premium of approximately 46.8%. Mitie’s Board has unanimously recommended that shareholders vote in favour of the transaction.
Combined Facilities Management Business
If approved, the acquisition would create a facilities management group operating across the UK, Europe, Asia Pacific and the Middle East.
Together, OCS and Mitie provide a broad range of in-house services including security, cleaning, engineering, technical maintenance, compliance, energy management, landscaping and workplace services. The combined organisation would have an expanded presence in sectors including government, defence, healthcare, critical national infrastructure, life sciences and commercial property.
The proposed acquisition follows a period of expansion for OCS, which acquired FES in 2024 and completed the purchase of EMCOR UK in 2025.
OCS currently reports annual revenues of approximately £3.3 billion, employs more than 135,000 people and serves more than 8,000 customers worldwide. The business has been owned by funds managed by Clayton, Dubilier & Rice since November 2022.
Impact on the Security Sector
The transaction would also reshape the UK contract security market.
Mitie and OCS ranked first and third respectively in the Infologue Top 100 UK Security Companies 2025. Based on those published estimates, Mitie generated security revenues of £1.179 billion, while OCS recorded £395 million.
Combined, those figures indicate security revenues of approximately £1.574 billion before taking account of integration, contract changes or differing reporting periods. While not a pro forma financial measure, the figures illustrate the scale of the combined security business.
The enlarged organisation would provide services across manned guarding, electronic security, government contracts, critical national infrastructure, healthcare, transport, immigration and justice, and commercial property.
Integration Plans
OCS said customer service arrangements are expected to continue throughout the integration process unless alternative arrangements are agreed directly with individual clients.
The company also stated that it does not intend to make any material reduction in frontline operational roles as a direct consequence of the acquisition. Existing employment rights, pension entitlements and continuous service would continue in accordance with applicable legislation.
OCS expects some duplication within listed company functions following Mitie’s delisting and has identified overlapping corporate, administrative and support functions that may be reviewed. The company does not currently expect any overall reduction in headcount to be material when considered against the size of Mitie’s workforce.
A post-completion review is expected to examine the combined operating model, technology platforms, procurement arrangements, property estate, administrative functions and future brand strategy. OCS expects this process to be substantially completed within 12 months of completion.
Leadership
Following completion of the acquisition, OCS Group Chief Executive Officer Rob Legge is expected to become Chief Executive Officer of the combined business, while OCS Chief Financial Officer Gary McGaghey is expected to assume the role of Chief Financial Officer.
Mitie Chief Executive Phil Bentley and Chief Financial Officer Simon Kirkpatrick are expected to remain in their current positions until the transaction completes.
Legge said the combined business would be “better positioned to support the organisations that keep the country running”.
Bentley said becoming part of a larger international organisation would give Mitie “an even stronger platform to invest in our people, technology and services”.
Next Steps
The acquisition is proposed by way of a court-sanctioned scheme of arrangement.
Completion remains subject to approval by Mitie shareholders, court sanction and regulatory clearances, including approvals under UK competition rules, European Union merger regulations and the UK National Security and Investment Act.
Shareholder meetings are expected to take place in September 2026. Subject to the necessary approvals and conditions, the companies expect the transaction to complete during the first quarter of 2027.